29 August 2006

Conflict of Interest: the Norwegian Model

Revised: 8:15 AM

If Danny Williams checks with the Norwegians on good standards of corporate governance, he will quickly realize just how bad an idea it is for his administration to have established so many conflicts of interest involving the Hydro Corporation, its board chairman, the Premier's Office and one local company.

As announced on Monday, the chairman of the Hydro Corporation now sits on the board of Aurora Energy. Dean MacDonald took the place of Brian Dalton, president of Altius Minerals, a company that is currently looking for an interest in Hydro's Lower Churchill project and which is also undertaking a refinery study as announced by the Premier in February. Altius established Aurora in 2003 and remains its second largest shareholder.

Norsk Hydro's policy makes it clear that such conflicts of interest cannot be tolerated.

6.4 Financial interests in other businesses

As a Hydro employee or Board Member, you should avoid having a personal ownership interest – directly or indirectly – in any other enterprise if it compromises or appears to compromise your loyalty to the Company. Before making an investment in a company that competes with the Company or does business with the Company (such as a supplier), other than acquiring less than one percent (1%) of a listed company, your immediate superior shall be consulted. Special attention should in all circumstances be given to potential conflicts of interest as described in
section 6.1.

6.5 Activities with a competitor, supplier or other business associates

Before engaging in any activity that may be perceived to advance the interests of a competitor or a supplier (or other business associates) at the expense of Hydro’s interests, including serving on the board of such company, you shall consult with your immediate superior.

The bit about consulting with a superior isn't important. In this instance, MacDonald likely accepted the Aurora appointment with the full knowledge and approval of Danny Williams.

The key part is that such a blatant set of conflicts of interest as evidenced by the MacDonald appointment should never have existed in the first place. If it turns out that the Premier did not know about the matter - remember Henley v. Cable Atlantic and Deano's penchant for not telling Danny stuff - then the episode suggests that Dean MacDonald exercised monumental bad judgment.

If Altius is pitching to Hydro as it is, then Dean MacDonald should categorically not be sitting on the board of a company in which Alitus is the second largest shareholder. If Altius is involved in a refinery project which would likely also fall under Hydro to exploit if government joins in, then Dean should absolutely, positively not be involved.

The same goes for Danny Williams involvement in announcing Altius' private-sector venture on the refinery.

Anyway you slice it, this situation causes problems.

It seems Danny Williams doesn't care about conflict of interest unless it involves someone he's ticked off with. Don't forget that he engineered a blatant conflict of interest to exist in his use of the Hydro president as lead negotiator on the Hebron file. Odds are good, he'll think nothing of further connecting Alitus and the provincial government. In his ongoing efforts to get control of the offshore regulatory board, Williams is trying to create the ultimate conflict of interest in the offshore oil governance game.

Danny Williams would do well to consult the Norwegians on good corporate governance. They can teach him a great deal.

The only problem might lie in the fact that implementing their advice would expose Danny Williams to a great deal of criticism for decisions he's already taken.